Beauty and the Beast
by FencesFiends
Summary: Max gets more than she bargained for after her fight with Kenny. A simple run to clear her head turns into a nightmare as she encounters a creature of legends that decides to make her his new mate.


Max gets more than she bargained for after her fight with Kenny. A simple run to clear her head turns into a nightmare as she encounters a creature of nightmares that decides to make her his new mate.

* * *

He's a brute, she thought, running down the trail. He thinks I'm having an affair with my new partner. Seriously? He's the only person I want to be with. Even now when I'm mad at him. Why doesn't he believe that I love him? That he's the only person I've ever loved? We were talking about starting a family together. Can we? I do love him so much. Jumping at the sound in the bushes, she paused in her run. Just a squirrel she thought, hearing a louder crash.

"What the hell?" Max gasped, seeing the black thing lumbering out of the bushes and staring at her. It's yellow eyes boring into her and its heavy scent invading her nostrils. What…Unable to move at the sight of something that shouldn't exist, Max screamed as it lunged at her, pinning her to the ground. "Get off!"

It growled, one of its large paws pinning her to the ground as the other ripped her shorts off. It turned its large head and gazed straight into her eyes. She stopped screaming for that instant, but she was far from calm, grunting against the weight of its paw, unsure of its intentions. Then with all its swiftness, the beast repositioned itself, used another paw to raise her thighs and inserted itself inside her. Her insides were on fire. The beast was massive and penetrated deep inside her. She felt it stretch her in ways she didn't know could happen. It was so tight that she could feel its heartbeat inside her. The pain was unbearable. She felt as if she was going to burst. It held her down with one paw to keep her from moving as it humped her. Her breasts rocking back and forth with the hard motion. Its soft dark fur made her skin tingle by rubbing against her trembling body. She felt the beast tighten and orgasm. The warm jet of semen flooded her insides. And as suddenly as it coupled with her, it relented, and backed-off to where it sat before. She peered at it and it at her. She had just been raped and by this thing. It was sitting there, just sitting there, observing her in pain. Max felt her body throbbing and tingling, and her vagina felt tender.

Max's attention shifted. She raised her hand peered at it. It felt wrong, it looked wrong. And as she gazed at it, she realized that her palm was lengthening and callusing before her eyes. She looked down at her feet and they were doing the same. Sensations in her crotch brought her attention to a thick white fur forming from her sex to her navel.

Max tried to get back up and run again. She had to get away. But after only a few strides she tripped over her changing feet and fell to the ground. She managed to get herself on her hands and knees but no further, her limbs would not move. Her body was afire. She grimaced in shock as she felt her organs shift inside her. Max was changing into something, one of those things.

Her eyes widened as she felt her body lengthen. Her spine grew more vertebrae, pushing her ribcage and pelvis farther apart. Her tailbone curved out and grew till it was a full-fledged tail covered in the same white fur that was sprouting over her. She watched with amazement as the tail forced its way up and out of her. Her organs shifted, lengthened, and grew inside her. They moved into new positions in her lengthened body, giving her a sickly feeling. Her fingers curved as they shrank. Her palms lengthened and turned black and callused. Her fingernails darkened and curved, turning into claws on her growing hands.

"What is happening to me!" Max forced out between her screams and grunts. Her voice pitched, becoming deeper and guttural.

Max turned her head to look at the beast as it looked at her. Still and unmoving, as it watched the show. Her limbs felt like they were being ripped off. Her calves had shrunk slowly, and her feet grew longer. The now black callused balls of her almost-paws were the only part of her back half that touched the wet ground. Her toes bristled with claws just like her hands, as the thick white fur grew over them as the last of her nails curled into claws. Fur had formed a white line from under her tail across her crotch and belly, between her breasts, up her neck and she could feel it overtaking her face. Max watched over her furry shoulders as her legs warped behind her. Their muscles burned as they stretched and bulged, and her furry faced itched. Rubbing it against her shoulder, she was in shock and awe of how thick and soft her fur was. What am I, she thought, rubbing her face against her body again, reluctantly enjoying how it felt. What am I turning into? The insides of her legs and arms were covered with a thin white fur that spread and thickened before her eyes. It gave a tingling sensation as the thick fur forced its way through her skin, enveloping her changing body, warming her in her horror and fascination at what was happening to her.

She now felt her sharp teeth and her long tongue hung out of her mouth as she panted like an animal. Her now canine legs grew thin but more and more muscular. Her forearms lengthened and her upper arms shortened, as her four legs fully formed. She yipped and yelped as her curvy hips twisted and bent. The bones inside her shifted, pushing organs aside and stretching her skin as they did. Her pelvis settled down only after drastically reshaping her body's shape and Max was now locked into her quadrupedal stance and with her fully canine legs, panting and whimpering like the animal she was rapidly transforming into.

She found herself trapped there, supporting herself on her massive white paws, unable to stand, as her claws dug into the dirt. She stood there on her alien limbs trying to keep off the ground. Max was confused and dazzled at what was happening to her once beautiful and human body. What am I, she thought, what am I becoming? Her new body felt foreign and strange as she felt growth throughout.

New hormones, new emotions, raced through her mind as her body continued to change shape and grow. Eyes wide open, Max surveyed herself in terror, yipping at the growth she felt inside her and she forced out an awkward growl as she felt her swollen vagina twisted in her and begin to slowly slide up to a position under her anus. She dropped her head down too look under herself and between her hanging furry breasts to confirm what she thought was happening. New sensitive nerves formed followed by more. Her body was riddled with both pain and unnatural pleasure, that caused her to let out her first howl. She wanted it to stop, as the fur grew thick across her belly, covering the last of her pale skin on her underside.

This was what the beast was waiting for. She stared in terror as the animal rose to its feet and crept up behind her quickly changing body. She could not move, she could barely stay balanced, human speech lost to her as she continued to pant and whimper, her legs would not function as they shifted and cracked and grew stronger to support the massive creature she was growing into.

It walked right up behind her to meet her shifting vagina. It stopped in its new position, sticking out for the thing to see. It stuck its cold nose into her, and a shiver enveloped her body. It licked the warm fluid dripping from her, then slid its long tongue deep inside her. Every nerve inside Max erupted, she could feel how deeply her vaginal canal went inside her. She howled with pleasure again, throwing her head back as her new nerves exploded. The beast then jumped on her back. It put its weight on her upper back pushing her chest down, pointing her throbbing sex up to the sky. It did not wait a second. It pushed Max's white tail out of the way and inserted itself in her again. She was still too small, but she could feel her vaginal canal change. She felt it widen and lengthen inside her. The beast slid in deep and out with greater ease and speed than before. She felt as if it was running the length of her body. Max felt her canal grow more muscular and ribbed doubling the orgasm that rocked her. Her genitals grew rougher and leatherier and were overflowing with lubricating fluids. Her body was becoming a mating machine.

Her system was in overdrive now. Hormones undetectable by people filled the air, alerting her and the beast. Max was in heat and she knew it. Her body pitched back and forth, her lengthened ears flapped, her furry breasts rocked to the motion, and she whimpered at every thrust. More and more she felt the urge to mate. More and more Max began to enjoy it. And less and less she tried to fight it. The fur spread across her body quicker now, covering every inch of her, until her new animal body was covered in it. Her ears formed a point and moved up her head as she was being gyrated by the beast. She convulsed as her spine pushed out creating a ridge on her back. She managed a deep gurgling growl as her bucking skull shifting, growing, to accommodate her new teeth and tongue. Max felt ribcage grew violently tearing off the stressed shirt and forcing her breasts out. Her lungs grew quickly. Max took a large gasp to fill them as they grew and settled in her massive chest. Her shoulders collapsed and her body thinned, emphasizing her body's length. Her reproductive system was fully functional, and the beast was exercising every muscle and every nerve in it.

Her desire to fuck and reproduce frightened her. Max felt and looked liked an animal, and she wanted to fuck like an animal. Whispers in her mind told her not to listen, to fight what had enveloped her body. Her thoughts became more and more scattered as the animal she was becoming took over more and more. Max's hormones were raging, and she was losing herself to them. What should she do? Where is she? What is she? In her scatter of thought, more and more turned to that of the urges of a primal animal she knew she knew deep in her mind she was now.

Max realized she was pushing herself against the beast, to get more pleasure, to help it go deeper, to mate. She was terrified of what she was doing and what she was becoming and feeling, as the final changes wracked her body and mind. None the less a toothy grimace like grin crossed her furry face as she rocked back and forth with him and ignored the whispers in her mind to stop. It felt too good. Too natural. It's what she was made to do. Howling, she pressed back harder into him, as her final changes sped up as they mated.

Her breasts sunk into her chest. Six teats formed on her belly. She whimpered as her neck lengthened and thickened. Her throat grew and her muscles doubled filling out her new and strong body. She gritted her teeth and closed her eyes as her face pushed out, stretching her skin to the breaking point. Her nose grew moist and her nostrils grew lipped. Her lips turned black and formed a cleft in front. When she opened her eyes, they had taken a shade of yellow. Max could see the world around her in black and gray, as the last of her human body settled into her new form with her yellow eyes. She rocked back and forth with the beast. Both enjoying her new body. Her enlarged and excited reproductive system was giving her pleasure for the first time. Max yipped and yelped with every motion and she enjoyed the feeling of the beast's orgasm as it filled her with more of its seed. Howling in pleasure with him, she felt every inch of the beast she was now, as she came again and again with him inside her.

It dismounted her, licked the juices off her behind, then turned to study her in the dimming daylight.

Her mind seemed not as swift as it was. She scanned her new body in amazement, as she rose to stand on her new limbs for the first time. Walking in a circle, she whimpered as she examined what had happened to her. Her massive canine body riddled with muscles, she growled, baring her sharp teeth. It felt good, Max thought, right...Sniffing around she saw the beast watching her, she felt her desires stirring inside again for him as it warred with the disgust of the animal he had changed her into. She was as good as dead to the world, Max thought, as she felt more and more comfortable with her new form and her beast. She sensed she would reproduce, that his swirling seed had already impregnated her, then she'd be willing again and again for what had just transgressed. That she will go mad for hard animal sex, her new body was built for it now. He butted her with his head before biting her white scruff to make her follow him. Max felt her new animal urges wash over her and filling her primal brain with what she was now, pushing out the last remaining bits of her humanity. He bit her again, a bit harder, and she growled at her mate before bounding after him toward the darkened forest.

* * *

"Max?" Kenny called, feeling very guilty for the things he said to her and the pain he put in her eyes. "Sweetheart? Are you home?"

A quick look around their house, he noted her running clothes and shoes gone. He placed the flowers on the table and smiled. I'll cook her dinner, apologize, we'll be happy again. We love each other. I love her more than I thought I could love anyone.

Sitting down at the counter he began to plan how he would make it up to his lovely wife tonight, who would never be coming home again.


End file.
